FORM 11 NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT Matica Enterprises Inc. (the “Issuer”). Name of CNSX Issuer: Trading Symbol: _____GRF Date: November 3, 2014 1. New Options Granted: Date of Grant: October 31, 2014 Name of Optionee This is a Test Position (Director/ Officer/ Employee/ Consultant/ Management Company Consultant Insider Yes or No? n No. of Optioned Shares 100,000 Exercis e Price $0.10 Expiry Date October 31, 2019 Munir Ali Consultant n 175,000 $0.10 October 31, 2019 650,000 Adil Shamsdin Consultant n 100,000 $0.10 October 31, 2019 N/A Matiya Manalo Consultant n 25,000 $0.10 N/A Jay Howson Consultant n 250,000 $0.10 October 31, 2019 October 31, 2019 Total Number of optioned shares proposed for acceptance: 650,000 FORM 11 – NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT November 14, 2008 Page 1 No. of Options Granted in Past 12 Months N/A N/A . 2. Other Presently Outstanding Options: Name of Optionee Boris Ziger No. of Optioned (1) Shares 225,000 Exercise Price $0.10 Original Date of Grant March 6, 2013 Expiry Date March 6, 2018 Richard Tong 250,000 $0.10 March 6, 2013 March 6, 2018 Monty Ritchings 125,000 $0.10 March 6 2013 March 6, 2018 James Tong 250,000 $0.10 March 6, 2013 March 6, 2018 Boris Ziger 200,000 $0.10 March 6, 2013 March 6, 2018 Boris Ziger 275,000 $0.10 June 17, 2014 June 17, 2019 Richard Tong 250,000 $0.10 June 17, 2014 June 17, 2019 David Lee 100,000 $0.10 June 17, 2014 June 17, 2019 Charn Deol 200,000 $0.10 June 17, 2014 June 17, 2019 Stuart Gray 100,000 $0.10 June 17, 2014 June 17, 2019 James Tong 225,000 $0.10 June 17, 2014 June 17, 2019 Munir Ali 300,000 $0.10 June 17, 2014 June 17, 2019 Marksman Geological 150,000 $0.10 June 17, 2014 June 17, 2019 June 17, 2019 Frank Segleski 50,000 $0.10 June 17, 2014 Max Sioson 50,000 $0.10 June 17, 2014 June 17, 2019 Jackie English Productions 100,000 $0.10 July 14, 2014 July 14, 2019 Marksman Geological 100,000 $0.10 July 14, 2014 July 14, 2019 James Tong 200,000 $0.10 July 14, 2014 July 14, 2019 $0.10 July 14, 2014 July 14, 2019 $0.10 July 14, 2014 July 14, 2019 $0.10 July 14, 2014 July 14, 2019 $0.10 July 14, 2014 July 14, 2019 Paul Huges Munir Ali Richard Tong Sandey Wang 150,000 200,000 100,000 100,000 (1) Set out number of optioned shares for each grant with different terms. FORM 11 – NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT November 14, 2008 Page 2 3. Additional Information (a) If shareholder approval was required for the grant of options (including prior approval of a stock option plan), state the date that the shareholder meeting approving the grant was or will be held. N/A (b) State the date of the news release announcing the grant of options. November 4, 2014 (c) State the total issued and outstanding share capital at the date of grant or amendment. 46,697,118 (d) State, as a percentage of the issued and outstanding shares of the Issuer indicated in (c) above, the aggregate number of shares that are subject to incentive stock options, including new options, amended options and other presently outstanding options. 9.32% (e) If the new options are being granted pursuant to a stock option plan, state the number of remaining shares reserved for issuance under the plan. 31,971 4. (f) If the Issuer has completed a public distribution of its securities within 90 days of the date of grant, state the per share price paid by the public investors. N/A (g) Describe the particulars of any proposed material changes in the affairs of the Issuer. N/A Certificate of Compliance The undersigned hereby certifies that: 1. The undersigned is a director and/or senior officer of the Issuer and has been duly authorized by a resolution of the board of directors of the Issuer to sign this Certificate of Compliance. 2. As of the date hereof there is no material information concerning the Issuer which has not been publicly disclosed. 3. The undersigned hereby certifies to CNSX that the Issuer is in compliance with the requirements of applicable securities legislation (as such term is defined in National Instrument 14-101) and all CNSX Requirements (as defined in CNSX Policy 1). FORM 11 – NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT November 14, 2008 Page 3 4. All of the information in this Form 11 Notice of Proposed Stock Option Grant or Amendment is true. Dated November 3, 2014 . Boris Ziger Name of Director or Senior Officer Signature CEO, Director Official Capacity FORM 11 – NOTICE OF PROPOSED STOCK OPTION GRANT OR AMENDMENT November 14, 2008 Page 4